Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Glatfelter Corporation
(Name of Issuer)
Common Stock, $0.01 par value per share
(Title of Class of Securities)
377316104
(CUSIP Number)
Carlson Capital, L.P.
Attn: Rahim Ibrahim
2100 McKinney Avenue, Suite 1900
Dallas, TX 75201
(214) 932-9600
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
October 10, 2023
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (the Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 377316104 | SCHEDULE 13D |
1 |
NAMES OF REPORTING PERSON
Carlson Capital, L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS
AF | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐ | |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
0 | ||||
8 | SHARED VOTING POWER
7,026,000 | |||||
9 | SOLE DISPOSITIVE POWER
0 | |||||
10 | SHARED DISPOSITIVE POWER
7,026,000 |
td> | ||||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,026,000 | |||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
15.6% | |||||
14 | TYPE OF REPORTING PERSON
PN, IA |
2
CUSIP No. 377316104 | SCHEDULE 13D |
1 |
NAMES OF REPORTING PERSON
Double Black Diamond Offshore Ltd. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS
WC | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐ | |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
0 | ||||
8 | SHARED VOTING POWER
4,589,887 | |||||
9 | SOLE DISPOSITIVE POWER
0 | |||||
10 | SHARED DISPOSITIVE POWER
4,589,887 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,589,887 | |||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
10.2% | |||||
14 | TYPE OF REPORTING PERSON
CO |
3
CUSIP No. 377316104 | SCHEDULE 13D |
1 |
NAMES OF REPORTING PERSON
Black Diamond Arbitrage Offshore Ltd. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS
WC | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐ | |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
0 | ||||
8 | SHARED VOTING POWER
1,896,283 | |||||
9 | SOLE DISPOSITIVE POWER
0 | |||||
10 | SHARED DISPOSITIVE POWER
1,896,283 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,896,283 | |||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
4.2% | |||||
14 | TYPE OF REPORTING PERSON
CO |
4
CUSIP No. 377316104 | SCHEDULE 13D |
1 |
NAMES OF REPORTING PERSON
EDCA 2019 Fund, L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS
WC | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐ | |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
0 | ||||
8 | SHARED VOTING POWER
539,830 | |||||
9 | SOLE DISPOSITIVE POWER
0 | |||||
10 | SHARED DISPOSITIVE POWER
539,830 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
539,830 | |||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
1.2% | |||||
14 | TYPE OF REPORTING PERSON
PN |
5
CUSIP No. 377316104 | SCHEDULE 13D |
1 |
NAMES OF REPORTING PERSON
Asgard Investment Corp. II | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS
AF | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐ | |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
0 | ||||
8 | SHARED VOTING POWER
7,026,000 | |||||
9 | SOLE DISPOSITIVE POWER
0 | |||||
10 | SHARED DISPOSITIVE POWER
7,026,000 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,026,000 | |||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
15.6% | |||||
14 | TYPE OF REPORTING PERSON
CO |
6
CUSIP No. 377316104 | SCHEDULE 13D |
1 |
NAMES OF REPORTING PERSON
Clint D. Carlson | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS
AF | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐ | |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
0 | ||||
8 | SHARED VOTING POWER
7,026,000 | |||||
9 | SOLE DISPOSITIVE POWER
0 | |||||
10 | SHARED DISPOSITIVE POWER
7,026,000 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,026,000 | |||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
15.6% | |||||
14 | TYPE OF REPORTING PERSON
IN |
7
EXPLANATORY NOTE
This Amendment No. 3 (Amendment No. 3) amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the SEC) on October 17, 2022 (as amended by Amendment No. 1 to the Original Schedule 13D filed with the SEC on March 31, 2023, Amendment No. 2 to the Original Schedule 13D filed with the SEC on September 8, 2023 and this Amendment No. 3, the Schedule 13D) with respect to shares of common stock, par value $0.01 per share (the Common Shares), of Glatfelter Corporation (the Issuer). This Amendment No. 3 amends Items 3 and 5 as set forth below. Capitalized terms used herein and not otherwise defined in this Amendment No. 3 have the meanings set forth in the Schedule 13D.
Item 3. | SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION |
The Reporting Persons used the amounts set forth in Annex B to purchase the additional Common Shares reported in this Amendment No. 3.
The source of the funds used to acquire the Common Shares reported herein is the working capital of the Funds and margin borrowings described in the following sentence. Such Common Shares are held by the Reporting Persons in commingled margin accounts, which may extend margin credit to the Reporting Persons from time to time, subject to applicable federal margin regulations, stock exchange rules and credit policies. In such instances, the positions held in the margin account are pledged as collateral security for the repayment of debit balances in the account. The margin accounts bear interest at a rate based upon the brokers call rate from time to time in effect. Because other securities are held in the margin accounts, it is not possible to determine the amounts, if any, of margin used to purchase the Common Shares reported herein.
Item 5. | INTEREST IN SECURITIES OF THE ISSUER |
(a), (b) The Reporting Persons may be deemed to beneficially own in the aggregate 7,026,000 Common Shares. Based upon a total of 45,045,910 Common Shares outstanding as of July 28, 2023, as reported in the Issuers Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2023, filed with the Securities and Exchange Commission on August 3, 2023, the Reporting Persons shares represent approximately 15.6% of the outstanding Common Shares.
Carlson Capital, Asgard II and Mr. Carlson may be deemed to beneficially own and have the power to vote and direct the disposition of (i) the 4,589,887 Common Shares reported herein as owned by DOF, (ii) the 1,896,283 Common Shares reported herein as owned by DAO and (iii) the 539,830 Common Shares reported herein as owned by EDCA.
DOF may be deemed to beneficially own and has the power to vote and dispose the 4,589,887 Common Shares reported herein as owned by it, which shares represent approximately 10.2% of the outstanding Common Shares.
DAO may be deemed to beneficially own and has the power to vote and dispose the 1,896,283 Common Shares reported herein as owned by it, which shares represent approximately 4.2% of the outstanding Common Shares.
EDCA may be deemed to beneficially own and has the power to vote and dispose the 539,830 Common Shares reported herein as owned by it, which shares represent approximately 1.2% of the outstanding Common Shares.
(c) The Reporting Persons have not effected any transactions in the Common Shares in the last 60 days preceding October 10, 2023, other than as set forth herein on Appendix B.
(d) Except as set forth herein, no person other than the Reporting Persons is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, Common Shares.
8
(e) Not applicable.
The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the Common Shares reported herein.
9
SIGNATURES
After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
DATED: October 12, 2023
DOUBLE BLACK DIAMOND OFFSHORE LTD. | ||
By: Carlson Capital, L.P., its investment manager | ||
By: Asgard Investment Corp. II, its general partner | ||
By: | /s/ Clint D. Carlson | |
Name: | Clint D. Carlson | |
Title: | President |
BLACK DIAMOND ARBITRAGE OFFSHORE LTD. | ||
By: Carlson Capital, L.P., its investment manager | ||
By: Asgard Investment Corp. II, its general partner | ||
By: | /s/ Clint D. Carlson | |
Name: | Clint D. Carlson | |
Title: | President |
EDCA 2019 Fund, L.P. | ||
By: Carlson Capital, L.P., its investment manager | ||
By: Asgard Investment Corp. II, its general partner | ||
By: | /s/ Clint D. Carlson | |
Name: | Clint D. Carlson | |
Title: | President |
CARLSON CAPITAL, L.P. | ||
By: Asgard Investment Corp. II, its general partner | ||
By: | /s/ Clint D. Carlson | |
Name: | Clint D. Carlson | |
Title: | President |
ASGARD INVESTMENT CORP. II | ||
By: | /s/ Clint D. Carlson | |
Name: | Clint D. Carlson | |
Title: | President |
CLINT D. CARLSON | ||
/s/ Clint D. Carlson |
Appendix B
Set forth below is a list of transactions in shares of the Issuers Common Shares which, to the best of the knowledge of the Reporting Persons, have been effected in the past 60 days preceding October 10, 2023 in the ordinary course of business. The Reporting Persons engaged in the following open market transactions which are summarized below, to report (i) the total amount of shares that were the subject of transactions effected on each day and (ii) the price per share on each day at which the transactions were effected:
Trade Date |
Entity |
Purchase or Sale |
Quantity |
Price | ||||
10/2/2023 | Black Diamond Arbitrage Offshore Ltd. | Purchase | 45,244 | $1.95 | ||||
10/2/2023 | Double Black Diamond Offshore Ltd. | Purchase | 113,000 | $1.95 | ||||
10/2/2023 | Double Black Diamond Offshore Ltd. | Purchase | 31,278 | $1.95 | ||||
10/2/2023 | EDCA 2019 Fund L.P. | Purchase | 36,478 | $1.95 | ||||
10/2/2023 | Double Black Diamond Offshore Ltd. | Purchase | 12,000 | $1.982695 | ||||
10/2/2023 | Black Diamond Arbitrage Offshore Ltd. | Purchase | 4,805 | $1.994058 | ||||
10/2/2023 | Double Black Diamond Offshore Ltd. | Purchase | 3,321 | $1.994058 | ||||
10/2/2023 | EDCA 2019 Fund L.P. | Purchase | 3,874 | $1.994058 | ||||
10/3/2023 | Black Diamond Arbitrage Offshore Ltd. | Purchase | 2,415 | $1.899025 | ||||
10/3/2023 | Double Black Diamond Offshore Ltd. | Purchase | 1,909 | $1.899025 | ||||
10/3/2023 | EDCA 2019 Fund L.P. | Purchase | 676 | $1.899025 | ||||
10/3/2023 | Black Diamond Arbitrage Offshore Ltd. | Purchase | 27 | $1.9 | ||||
10/3/2023 | Double Black Diamond Offshore Ltd. | Purchase | 21 | $1.9 | ||||
10/3/2023 | EDCA 2019 Fund L.P. | Purchase | 7 | $1.9 | ||||
10/3/2023 | Black Diamond Arbitrage Offshore Ltd. | Purchase | 4,831 | $1.900504 | ||||
10/3/2023 | Double Black Diamond Offshore Ltd. | Purchase | 3,818 | $1.900504 | ||||
10/3/2023 | EDCA 2019 Fund L.P. | Purchase | 1,351 | $1.900504 | ||||
10/3/2023 | Black Diamond Arbitrage Offshore Ltd. | Purchase | 21,711 | $1.901628 | ||||
10/3/2023 | Double Black Diamond Offshore Ltd. | Purchase | 17,160 | $1.901628 | ||||
10/3/2023 | EDCA 2019 Fund L.P. | Purchase | 6,074 | $1.901628 | ||||
10/3/2023 | Black Diamond Arbitrage Offshore Ltd. | Purchase | 2,415 | $1.902288 | ||||
10/3/2023 | Double Black Diamond Offshore Ltd. | Purchase | 1,909 | $1.902288 | ||||
10/3/2023 | EDCA 2019 Fund L.P. | Purchase | 676 | $1.902288 | ||||
10/3/2023 | Black Diamond Arbitrage Offshore Ltd. | Purchase | 2,415 | $1.9099 | ||||
10/3/2023 | Double Black Diamond Offshore Ltd. | Purchase | 1,909 | $1.9099 | ||||
10/3/2023 | EDCA 2019 Fund L.P. | Purchase | 676 | $1.9099 | ||||
10/3/2023 | Black Diamond Arbitrage Offshore Ltd. | Purchase | 2,415 | $1.91 | ||||
10/3/2023 | Double Black Diamond Offshore Ltd. | Purchase | 1,909 | $1.91 | ||||
10/3/2023 | EDCA 2019 Fund L.P. | Purchase | 676 | $1.91 | ||||
10/10/2023 | Black Diamond Arbitrage Offshore Ltd. | Purchase | 55,776 | $1.8 | ||||
10/10/2023 | Double Black Diamond Offshore Ltd. | Purchase | 118,000 | $1.8 | ||||
10/10/2023 | Double Black Diamond Offshore Ltd. | Purchase | 37,298 | $1.8 | ||||
10/10/2023 | EDCA 2019 Fund, L.P. | Purchase | 24,926 | $1.8 |